Cleary Gottlieb acted as counsel to the underwriters, led by Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and Morgan Stanley & Co. LLC, in the public offering by the U.S. Department of the Treasury (Treasury) of 206,896,552 shares of common stock of American International Group (AIG) at $29.00 per share, and AIG’s purchase of 103,448,276 shares in the offering. The aggregate proceeds to Treasury from the common stock offering were approximately $6 billion.